Changes in accounting treatment for new merger and demerger operations

Legal Eubdate
21 December 2023
Mergers & acquisitions
Corporate and M&A

The Royal Decree of 26 November 2023 regulates the accounting treatment of the new operations assimilated to mergers and demergers made possible by the act of 25 May 2023 within the framework of the transposition of the Mobility Directive. To this end, the Royal Decree amends Book 3 of the Royal Decree of 29 April 2019 implementing the Code of Companies and Associations (CCA).

This concerns the accounting treatment of the following operations:

  • the simplified merger between “sister companies” (article 12:7, 2° CCA),
  • the “disproportional” partial demerger (article 12:8, 1° CCA), and
  • the cross-border “division by separation” (article 12:8, 3° CCA).

For more details on these new restructuring operations for companies with legal personality, see our previous contributions here and here.

The new accounting rules enter into force on 21 December 2023. They will then take effect immediately. They will also apply to operations for which the proposal has already been filed or approved.

Please do not hesitate to contact us should you have any questions on this topic.

Felix Dobbelaere

Partner

Wouter Claes

Partner

Carl Clottens

Counsel

Chiara Marine

Senior Attorney

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